VertiDesk-logo-250Terms Of Services (TOS)  – May change without Prior Notice.
IMPORTANT NOTICE:
All Payments To VertiDesk.com are Non-Refundable unless until defined in package.
This Terms of Services Agreement (“TOS Agreement”) constitutes a valid, binding and enforceable legal contract by and between you, the “Subscriber”, and VertiDesk.com.

1. Provision of Service: Acceptance of this TOS Agreement and Acceptance of vertidesk.com Acceptable Use Policy:

vertidesk.com provision of service to Subscriber, and Subscriber’s acceptance and use of said service, constitute Subscriber’s acceptance of, and agreement to, this TOS Agreement as well as Subscriber’s acceptance of, and agreement to, vertidesk.com’s Acceptable Use Policy (“vertidesk.com AUP”) — which is herewith made a part of this TOS Agreement. This TOS Agreement, including vertidesk.com AUP, constitutes the entire agreement between the parties, and supersedes any prior agreements between the parties.

2. Cancellation of Service:

vertidesk.com reserves the right to cancel this TOS Agreement and to permanently disconnect the service that vertidesk.com provides to Subscriber here under at anytime without further obligation. Subscriber may cancel this TOS Agreement and the service that vertidesk.com provides to Subscriber here under by requesting cancellation via opening a help ticket through the helpdesk at http://support.vertidesk.com or E-mail at least fourteen (14) days prior to Subscriber’s next monthly billing date. VertiDesk.com may or may not honor notice of cancellation by any other means of communication. Subscriber must be current on all payments and must have all account information available at the time of such request for said requested cancellation to become effective. It is Subscriber’s responsibility to separately confirm that vertidesk.com has timely received notice of requested cancellation, and Subscriber must make arrangements to pick up any server computer that it owns for removal from vertidesk.com facility.

3. Disconnection of Service:

Not by way of limitation of vertidesk.com right to, at any time for any reason, cancel this TOS Agreement and permanently disconnect the service that vertidesk.com provides to Subscriber, vertidesk.com also reserves the right to temporarily disconnect (suspend) the service that vertidesk.com provides to Subscriber (or any one of them, if Subscriber has more than one account or server):

For Subscriber’s failure to timely pay any fee or amount due to vertidesk.com, in which case vertidesk.com will first send Subscriber an email indicating that Subscriber’s account is overdue and advising Subscriber that the service that vertidesk.com provides to Subscriber may be terminated if payment is not made within 24 hours; and/or
If vertidesk.com determines, in its sole judgment, that Subscriber is in violation of this TOS Agreement (which includes vertidesk.com AUP), and vertidesk.com believes that Subscriber can timely and appropriately cure said violation. If, in vertidesk.com sole discretion, a potential violation is detected, the service (including all services on all server computers of Subscriber, if Subscriber uses more than one) that vertidesk.com provides to Subscriber may be terminated, without notice to Subscriber, until vertidesk.com investigation is complete, which investigation vertidesk.com shall attempt to complete within a reasonable time period.

Subscriber will not be credited, under any circumstances, for any time that the service that vertidesk.com provides to Subscriber is suspended, interrupted or terminated.

4. vertidesk.com Not Obligated To Review Activities or Notify of Violations:

vertidesk.com is under no obligation to review Subscriber’s and/or any of Subscriber’s Sub-User’s (the term “Subscriber’s Sub-User” is defined below) activities to determine if a violation of this TOS Agreement (which includes vertidesk.com AUP) has occurred. Further, vertidesk.com does not assume any responsibility by virtue of this TOS Agreement (which includes vertidesk.com AUP) to monitor, enforce or police Internet-related activities or to notify Subscriber of any actual or suspected violations.

5. Amendment:

vertidesk.com reserves the right to amend, and may amend, from time to time, within its sole discretion, the terms and conditions of this TOS Agreement (including vertidesk.com AUP). vertidesk.com will provide notice of such amendment(s) by posting such amendment(s) on vertidesk.com website or Blog/ News at https://www.vertidesk.com/blog/, and Subscriber’s use of vertidesk.com services after vertidesk.com posts such amendment(s) on its website shall constitute Subscriber’s acceptance of any/all such amendments. Amendment(s) shall not constitute grounds for Subscriber’s early cancellation of this TOS Agreement or the service, nor grounds for Subscriber’s non-payment for the service that vertidesk.com provides to Subscriber after the effective date of such amendment(s), and Subscriber shall continue to be bound by the terms and conditions of this Terms of Services Agreement, as amended, for any service provided by vertidesk.com to Subscriber thereafter. It is Subscriber’s responsibility to review, from time to time, this TOS Agreement (including vertidesk.com AUP), as published on vertidesk.com website, for any amendment(s).

6. Assignment:

Subscriber may not transfer or assign this TOS Agreement without the prior written consent of vertidesk.com. vertidesk.com may transfer and assign this TOS Agreement, the Service and all of vertidesk.com rights, titles and interests there under at any time without consent from or notice to Subscriber.

7. Waiver:

Waiver by vertidesk.com of Subscriber’s breach of any term or condition of this TOS Agreement (including vertidesk.com AUP) shall not operate as or be construed as a continuing or subsequent waiver thereof or as a waiver of any breach of any other term or condition of this TOS Agreement (including vertidesk.com AUP).

8. Compliance with law:

In as much as the service that vertidesk.com provides to Subscriber is controlled and operated by vertidesk.com from its facilities and outsourced providers in the United States or other countries, Subscriber shall comply with all concerned country, local, state, federal and national laws, statutes, ordinances and regulations that apply to Subscriber’s use of the service that vertidesk.com provides to Subscriber, as well as with all laws in all other jurisdictions that apply to Subscriber’s use of the service that vertidesk.com provides to Subscriber.

9. Choice of Law / Jurisdiction / Venue / Statute of Limitations:

This TOS Agreement shall be construed in all respects in accordance with the laws of the state of Illinois applicable to contracts enforceable in that state. By entering into this TOS Agreement and accepting and using vertidesk.com services here under, Subscriber submits to jurisdiction and venue in the courts of Cook County, Illinois, for any dispute(s) related to or rising out of this TOS Agreement. Notwithstanding any contrary provision of law, any claim or cause of action arising out of this TOS Agreement and/or related to the service that vertidesk.com provides, or is to provide, to Subscriber must be filed within one (1) year after such claim or cause of action arose or be forever barred.

10. Responsibilities:

Subscriber Shall Defend and Indemnify vertidesk.com: Subscriber shall fully defend, indemnify, pay and hold harmless vertidesk.com and its managers, members, employees, affiliates, attorneys, agents, contractors and licensors (such vertidesk.com related parties collectively referred to under this Section 10.A. as “vertidesk.com-related party”) for any Subscriber violation(s) of this TOS Agreement (which includes vertidesk.com AUP) and for any violation(s) by a sub-subscriber of, client of, customer of, reseller of, user of, sub-user of, or similar party related to, Subscriber (collectively referred to as a “Subscriber’s Sub-User”), that results in any loss, damage, cost or expense to vertidesk.com or an vertidesk.com-related party, or in any claim made or threatened against vertidesk.com or an vertidesk.com-related party by any third-party. If vertidesk.com or an vertidesk.com-related party is sued (or if a suit is threatened against vertidesk.com or an vertidesk.com-related party) because of Subscriber’s or a Subscriber’s Sub-User’s act or omission, Subscriber shall pay any and all damages awarded against vertidesk.com and any vertidesk.com-related party immediately upon such award (whether or not any appeal is available/taken), plus any and all of vertidesk.com and any vertidesk.com-related party’s expenses and costs (including vertidesk.com and any vertidesk.com-related party’s reasonable attorneys’ fees) related thereto;

vertidesk.com Not Liable: The service that vertidesk.com provides to, or is to provide to, Subscriber is provided on an “as is” and “as available” basis, and Subscriber’s use of said service is at Subscriber’s sole risk. In no case shall vertidesk.com or any of its managers, members, employees, affiliates, attorneys, agents, contractors or licensors be liable for any direct, indirect, incidental, punitive, exemplary, special or consequential damages, losses, costs or expenses, including, but not limited to, loss of profits, loss of data, loss or damage to goodwill, or loss of use of data or other intangible losses, or for any claim(s) related thereto, even if said party has been advised of the possibility of such damages, losses, costs, expenses or claims, arising from or related to:

Subscriber’s or Subscriber’s Sub-Users’ use or inability to use the service (whether from Service Faults or otherwise) that vertidesk.com provides to, or is to provide to, Subscriber;

Any destruction, damage, taking, unavailability or other loss of Subscriber’s or any Subscriber’s Sub-User’s system, server or data;

The cost to procure any substitute service; Any unauthorized access or use of Subscriber’s account; or Any third party conduct or other matter relating to the service; Content Responsibility: vertidesk.com takes no responsibility or accountability for, and Subscriber is entirely responsible and accountable for, any and all Subscriber and third-party data, information and content transmitted by (via email, uploading, posting or otherwise), stored on, inputted to/through, linked to/through and/or served by, Subscriber’s server computer (or any server computer internally assigned to Subscriber) at vertidesk.com premises and/or using the service that vertidesk.com provides to Subscriber.

Subscriber’s Responsibility to Enforce: It is Subscriber’s responsibility to ensure that Subscriber and all of Subscriber’s Sub-Users continuously adhere to the terms and conditions contained in this TOS Agreement (including vertidesk.com AUP), and Subscriber is, and will be held, responsible for Subscriber’s acts and omissions and for the acts and omissions of Subscriber’s Sub-Users related thereto. It is in Subscriber’s best interest to implement a similar policy of acceptable use and compliance among Subscriber’s Sub-Users.

Subscriber’s Network / Security: Subscriber is solely responsible for ensuring that its network and the network(s) of Subscriber’s Sub-User(s) are configured in a secure manner. Subscriber is solely responsible for any intrusions into, or security breaches of, any of its server computers, networks or systems. Subscriber is solely responsible and accountable for, and vertidesk.com shall not be responsible or accountable for, any/all activities that occur on or through Subscriber’s service computers, networks and systems, including any and all acts or omissions by, or attributable to, any third party, using the service that vertidesk.com provides to Subscriber.

Subscriber’s Responsibility to Backup System/Data – Deletion of System/Data: vertidesk.com is not responsible for, and Subscriber is solely responsible for, backing up Subscriber’s system/data, including any/all system/data of any Subscriber’s Sub-User, related to Subscriber’s server computer (or any server computer internally assigned to Subscriber) at vertidesk.com premises and/or to the service that vertidesk.com provides to Subscriber. Any server computer owned by Subscriber on vertidesk.com premises or otherwise under vertidesk.com possession or control will be considered abandoned and forfeited thirty (30) days after cancellation of this TOS Agreement for non-payment, at which time, vertidesk.com will delete any and all Subscriber and Subscriber’s Sub-User system/data. For any server computer not owned by Subscriber but that is or may be internally assigned to Subscriber, vertidesk.com will delete any and all Subscriber and Subscriber’s Sub-User system/data immediately upon cancellation of this TOS Agreement for non-payment.

Subscriber’s Responsibility To Insure: vertidesk.com is not responsible for, and Subscriber is solely responsible for, fully insuring Subscriber’s and Subscriber’s Sub-Users’ system/data against destruction, damage, taking, unavailability or other loss, and vertidesk.com is not responsible for, and Subscriber is solely responsible for, fully insuring any/all server computers, components and equipment owned or controlled by Subscriber against loss and damage during shipment, handling, placement and use, whether said server computer/equipment is in vertidesk.com possession or control or otherwise.

Subscriber’s Responsibility For Server/Equipment: Subscriber is solely responsible for packaging and removing from vertidesk.com premises/control any/all servers and equipment owned or controlled by Subscriber. Subscriber shall pay vertidesk.com a $20.00 handling fee plus all shipping costs per package for any server/equipment which is shipped The Subscriber is responsible for insuring any/all shipments. Any server or equipment not removed within 30 days after cancellation of this TOS Agreement for any reason will be considered abandoned and forfeited.

11. Subscriber Contact Information, Updates & ID.

Subscriber shall, at https://vertidesk.com, provide vertidesk.com with, and shall update vertidesk.com immediately upon any change(s) with, accurate, current and complete contact information (including email, fax, telephone and street address contacts) so that vertidesk.com may register Subscriber, charge payments to Subscriber and otherwise contact Subscriber as may be required from time to time in the course of this TOS Agreement. In addition, Subscriber agrees to provide photo identification to vertidesk.com prior to Subscriber’s preliminary visit, if any, to vertidesk.com data center.

12. Age/ Legal Authority:

If Subscriber is an individual, Subscriber must be eighteen (18) years of age or older in order to enter into this TOS Agreement to subscribe to the service that vertidesk.com provides to Subscriber, and Subscriber herewith assures vertidesk.com that Subscriber meets said age requirement. If Subscriber is an entity, Subscriber herewith assures vertidesk.com that it has all the legal authority necessary to enter into this TOS Agreement to subscribe to the service vertidesk.com provides to Subscriber.

13. Payment Information:

Service Rates: The nature of the service that vertidesk.com provides to Subscriber, and the rates and fees thereof, have been communicated to Subscriber by vertidesk.com. vertidesk.com may amend its rates and fees from time to time, at vertidesk.com discretion, by posting said change(s) on vertidesk.com website at https://www.vertidesk.com/ or proposal or email to client, which rate change shall become effective as outlined in said posting;

Payment: vertidesk.com may charge Subscriber a one-time, pre-agreed set-up fee before vertidesk.com establishes any service for Subscriber. Subscriber shall thereafter pay, on each monthly anniversary date thereafter, an ongoing service charge in advance for vertidesk.com continued provision of the service that vertidesk.com provides to Subscriber. Subscriber agrees that vertidesk.com may automatically charge Subscriber’s credit card each month, and may process Subscriber’s payment as early as five (5) days before the due date, to ensure that vertidesk.com receives payment on or before the due date.

Invoicing: vertidesk.com does not send out invoices automatically. If Subscriber requires an invoice he may log into his account and obtain an invoice. Or raise a request for the invoice.

Refunds and Disputes: All payments made to vertidesk.com by Subscriber or on Subscriber’s behalf are nonrefundable – including the one-time set-up fee, if any, as well as any/all subsequent monthly charges (regardless of usage). Overcharges or billing disputes must be reported to vertidesk.com within thirty (30) days of occurrence, otherwise Subscriber shall have waived all claims related thereto. If Subscriber disputes a charge to its credit card issuer, which charge vertidesk.com deems, in its sole discretion, to be valid under the terms and conditions of this TOS Agreement, Subscriber shall pay vertidesk.com, in addition to said disputed charge, an Administrative Fee of not less than $100.00 and not more than $500.00;

Payment Declination/Rejection Charge: Should Subscriber’s credit card or any payment be declined or rejected for any reason, vertidesk.com may charge Subscriber a $5.00 TO $15.00 administrative fee per occurrence.

Additional Charges for Failure to Timely Pay: Without limiting vertidesk.com right to, at any time for any reason, cancel this TOS Agreement and permanently disconnect the service that vertidesk.com provides to Subscriber, should vertidesk.com suspend the service that vertidesk.com provides to Subscriber because of Subscriber’s failure to timely pay any fee or amount due to vertidesk.com, Subscriber may be required to pay vertidesk.com, in addition to any fees and amounts due a $50.00 late fee or in addition to service restore fee may charged by the principal vendor. Suspension of service does not relieve Subscriber of any responsibilities.

14. Service and Support:

Support & Support Boundaries: Within vertidesk.com field of service and ability, vertidesk.com offers technical support to Subscriber, except during weekend or a few holidays and company meetings when we temporarily close our facility. Subscriber’s server computer(s) housed at vertidesk.com facility is(are) unmanaged, and vertidesk.com offers only that the service provided by vertidesk.com to Subscriber’s server computer(s) is online and remotely accessible. vertidesk.com does not offer technical support for application-specific issues, and vertidesk.com shall not provide technical support to Subscriber’s Sub-Users. Subscriber should contact vertidesk.com by opening a help ticket with the support desk for technical assistance at https://vertidesk.com. In the event vertidesk.com needs to ship out of vertidesk.com premises any failed component of a server owned or controlled by Subscriber for any reason, a $20.00 handling fee per shipment plus all shipping costs will be applied.

Service Faults / No vertidesk.com Liability / No Warranty: vertidesk.com does not guarantee that the service that vertidesk.com provides, or is to provide, to Subscriber is or will be free from errors, omissions, corruption, attack, viruses, interference, loss, hacking, security intrusion, delays, non-delivery, wrong delivery or any other causes of interruption or damage (collectively “Service Faults”). As a reminder of, and not as a limitation of, vertidesk.com limitation of liability, in no case shall vertidesk.com or any of its managers, members, employees, affiliates, attorneys, agents, contractors or licensors be liable for any direct, indirect, incidental, punitive, exemplary, special or consequential damages, losses, costs or expenses, including, but not limited to, loss of profits, loss of data, loss or damage to goodwill, or loss of use of data or other intangible losses, or for any claim(s) related thereto, even if said party has been advised of the possibility of such damages, losses, costs, expenses or claims, arising from or related to the following:

i) Subscriber’s or Subscriber’s Sub-Users’ use or inability to use the service (whether from Service Faults or otherwise) that vertidesk.com provides to, or is to provide to, Subscriber.

ii) Any destruction, damage, taking, unavailability or other loss of Subscriber’s or any Subscriber’s Sub-User’s system, server or data

iii) The cost to procure any substitute service

iv) Any unauthorized access or use of Subscriber’s account or

v) Any third-party conduct or other matter relating to the service.

vertidesk.com AND ITS MANAGERS, MEMBERS, EMPLOYEES, AFFILIATES, ATTORNEYS, AGENTS, CONTRACTORS AND LICENSORS HEREWITH EXPRESSLY DISCLAIM ANY AND ALL EXPRESS AND IMPLIED WARRANTIES OF ANY KIND, INCLUDING, BUT NOT LIMITED TO, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

NO REQUEST OR ADVICE FROM SUBSCRIBER TO vertidesk.com, IN ANY FORM OF MEDIA, SHALL CREATE ANY WARRANTY.

SUBSCRIBER IS SOLELY REPONSIBLE FOR ANY DAMAGE TO SUBSCRIBER’S NETWORK AND SYSTEM AND FOR ANY LOSSES THAT RESULT FROM SUBSCRIBER’S USE OF, OR INABILITY TO USE, THE SERVICE THAT vertidesk.com PROVIDES, OR IS TO PROVIDE, TO SUBSCRIBER

Facility Access: Visits to vertidesk.com facility must be scheduled at least twenty-four (24) hours prior to the visit. Should Subscriber need emergency access to Subscriber’s server computer, Subscriber must contact vertidesk.com technical support and request access at least thirty (30) minutes prior to the emergency visit. Subscriber shall pay any/all related charges (such as for a security pass, property pass, time and assistance provided by vertidesk.com, etc.). and Subscriber shall submit a photo ID for vertidesk.com records prior to Subscriber’s initial visit to vertidesk.com facility. Guided tours for prospective clients (non-subscribers) are permitted, at the sole discretion of vertidesk.com, only during regular business hours, Monday-Friday, and should be scheduled at least twenty-four (24) hours in advance;

IP Address Allocation / Ownership: If vertidesk.com assigns Subscriber an Internet Protocol (“IP”) address and/or number(s) for Subscriber’s use, the right to use that IP address/number shall belong solely to vertidesk.com, and Subscriber shall have no right to use that IP address/number except as permitted by vertidesk.com in its sole discretion in connection with the services provided by vertidesk.com to Subscriber during the term of this TOS Agreement. vertidesk.com shall maintain and control ownership of all IP addresses and numbers that may be assigned to Subscriber by vertidesk.com, and vertidesk.com reserves the right to change or remove any and all such IP addresses/numbers, in its sole and absolute discretion. vertidesk.com allocation of IP addresses/numbers is limited by the policies, as they exist from time to time, of the American Registry for Internet Numbers (“ARIN”), including policies providing that the use of IP addresses or numbers for IP-based virtual hosts are not acceptable as justification for new IP addresses or numbers. Pursuant to ARIN’s policies, as they exist from time to time, Subscriber must use name-based hosting whenever possible. vertidesk.com will periodically review IP address usage, and if vertidesk.com finds that Subscriber and/or Subscriber’s Sub-Users are using IP addresses or numbers where name-based hosting could be used, vertidesk.com will revoke authorization for the use of those IP addresses/numbers. All IP addresses/numbers that are allocated to Subscriber must be utilized within forty-eight (48) hours of allocation, otherwise vertidesk.com may retract said unused IP address or number without prior notification to Subscriber.

15. Unauthorized Use of Account:

Subscriber shall not reveal Subscriber’s account information to anyone, Subscriber shall protect and maintain the confidentiality and security of Subscriber’s account, Subscriber shall not use anyone else’s account, and Subscriber shall immediately notify vertidesk.com of any unauthorized use of Subscriber’s account or any other breach of security. Subscriber is solely responsible and accountable for, and vertidesk.com shall not be responsible or accountable for, any/all activities that occur on or through Subscriber’s account, including any and all acts or omissions by, or attributable to, any third party, using the service that vertidesk.com provides to Subscriber.

16. Disclosure of Subscriber’s Information to Law Enforcement and to Third Parties:

Subscriber herewith acknowledges and agrees that the vertidesk.com may disclose any and all Subscriber information, including, but not limited to, Subscriber contact information, assigned IP addresses/numbers, account history, account use, etc., to any law enforcement agent who requests it, without further consent or notification to Subscriber. In addition, as may be allowed by ARIN policies from time to time, vertidesk.com will provide any third party with Subscriber contact information (including the name, telephone number, email address and other contact information of Subscriber). vertidesk.com shall apply the terms of this section to any/all of Subscriber’s Sub-Users, and Subscriber shall notify all of Subscriber’s Sub-Users of these terms,

17. SPAM / Unsolicited Commercial Email (UCE) / Unsolicited Bulk Email (UBE):

DO NOT SPAM FROM YOUR ACCOUNT. Subscriber may not use or permit others to use the service that vertidesk.com provides to Subscriber to transmit (including by email, uploading, posting or other transmission), originate, pass through or otherwise transact any SPAM, UCE and/or UBE. Violations of this policy carry, as well as possible suspension or cancellation of service, additional penalties and/or remedies, including, but not limited to:

vertidesk.com reserves the right to drop the section of any IP space involved in any SPAM/ UCE/ UBE or Denial of Service (DOS) complaints if vertidesk.com determines, in its sole discretion, that the offending activity is causing, or may cause, harm to other parties on the Internet (particularly if open relays are on Subscriber’s network or on a Subscriber’s Sub-User’s network, or if DOS attacks are originating from Subscriber’s network);

Subscriber will pay “Research Fees” of $175.00 per hour to compensate vertidesk.com for employee time spent investigating Subscriber’s violation. vertidesk.com reserves the right to pursue civil remedies for any costs associated with the investigation of a substantiated violation;

First violations of vertidesk.com SPAM/ UCE/ UBE policy will result in an “Administrative Fee” of $250.00; a second violation will result in an “Administrative Fee” of $500.00, and immediate cancellation of Subscriber’s service; and

vertidesk.com may notify law enforcement officials if the violation is believed to be a criminal offense;

vertidesk.com’s remedies are cumulative and they may be exercised concurrently or separately at any time.

Lack of action by vertidesk.com with respect to any remedy shall not serve as a waiver of that or any other remedy at any time;

IMPORTANT NOTICE:

A Subscriber hosting websites or services on Subscriber’s server computer supporting spammers or resulting in any of vertidesk.com IP space to be listed in any of the various Spam Databases or black hole lists will have its service immediately disconnected. Such suspended service will not be reconnected until such time that Subscriber agrees to remove ANY and ALL traces of the offending material immediately upon reconnection, and agrees to allow vertidesk.com access to its server computer(s) to confirm that all material has been COMPLETELY removed.

Because Subscriber is ultimately responsible for the actions and omissions of Subscriber’s Sub-Users, it is advisable that Subscriber develop a similar policy for its Sub-Users.

18. Compliance with vertidesk.com AUP:

vertidesk.com AUP is an integral part of this TOS Agreement, and Subscriber agrees to comply with vertidesk.com AUP, and to take reasonable steps to ensure that Subscriber’s Sub-Users comply with vertidesk.com AUP at all times. vertidesk.com AUP applies to Subscriber and to each/all of Subscriber’s Sub-Users and to each/all server computer, network, device and/or system under Subscriber’s control or assigned to Subscriber related to the service vertidesk.com provides to Subscriber. Subscriber is, and will be held, responsible and accountable for any and all activity and/or omission by, or attributable to, any third party directly or indirectly using or benefiting from vertidesk.com services that violates any of the terms of vertidesk.com AUP;

vertidesk.com reserves the right to investigate actual, suspected or alleged violations of vertidesk.com AUP, which includes the right to access data, information, contents and records on, or associated with, any server computer(s) of, or assigned to, Subscriber. vertidesk.com shall not be in default of this TOS Agreement if vertidesk.com investigation causes Subscriber to incur downtime or requires the sequestering of all or a portion of the Subscriber’s server computers;

vertidesk.com may involve, and cooperate with, law enforcement authorities in investigating and/or prosecuting Subscriber and/or Subscriber’s Sub-Users who are involved in any violation of vertidesk.com AUP. Subscriber shall assist vertidesk.com to comply with all laws, ordinances, regulations and rules related to the service vertidesk.com provides to Subscriber. Subscriber shall cooperate and comply with any/all civil or criminal investigations regarding activity through, and data, information, contents and records on, or associated with, any server computer(s) of, or assigned to, Subscriber, including, without limitation, discovery orders, subpoenas, freeze orders, search warrants, information requests, wire taps, electronic intercepts and surveillance, preservation requests, and any other order from a court or government entity (each an “Investigation”). Without limiting any other right of vertidesk.com, vertidesk.com reserves the right to comply with any Investigation without notice to Subscriber;

Without limiting vertidesk.com right to, at any time for any reason, cancel this TOS Agreement and permanently disconnect the service that vertidesk.com provides to Subscriber, vertidesk.com may also, in its sole discretion, take any one or more of the following remedies for a violation of vertidesk.com AUP:

Disable access to Subscriber’s content that violates vertidesk.com AUP;

Remove DNS records from Subscriber’s server computer(s);

Block email or any other network services;

Effect IP address null routing;

Take direct action against Subscriber’s Sub-Users;

Charge Subscriber for remedial actions, and recover any and all expenses from Subscriber in connection with any violation of vertidesk.com AUP attributable to Subscriber.

vertidesk.com’s remedies are cumulative and they may be exercised concurrently or separately at any time.

Lack of action by vertidesk.com with respect to any remedy shall not serve as a waiver of that or any other remedy at any time;

19. IRC:

If Subscriber runs IRC on our standard network, vertidesk.com will disconnect the service that vertidesk.com provides to Subscriber until Subscriber agrees to be moved to vertidesk.com IRC network.

20. vertidesk.com’s Remedies Cumulative / No Waiver:

vertidesk.com remedies under this TOS Agreement are cumulative, and they may be exercised concurrently or separately at any time. Lack of action by vertidesk.com with respect to any remedy shall not serve as a waiver of that or any other remedy at any time.

21. vertidesk.com Trademarks:

All trademarks, service marks, logos, product names and service names of vertidesk.com comprise the trademarks of vertidesk.com, and Subscriber shall not, and shall not allow any third party to, display or use in any manner said trademarks without vertidesk.com prior written permission.

22. Colocation Servers/Equipment and Insurance:

Not by way of limitation of the other provisions of this TOS Agreement, particularly the provisions of Sections 10.G and 10.H., vertidesk.com is not responsible for, and Subscriber is solely responsible for, fully insuring Subscriber’s and Subscriber’s Sub-Users’ colocation system/data against destruction, damage, taking, unavailability or other loss, and vertidesk.com is not responsible for, and Subscriber is solely responsible for, fully insuring any/all colocation server computers, components and equipment owned or controlled by Subscriber against loss and damage during shipment, handling, placement and use, whether said server computer/equipment is in vertidesk.com possession or control or otherwise. Subscriber is solely responsible for packaging and removing from vertidesk.com premises/control any/all colocation servers and equipment owned or controlled by Subscriber. Subscriber shall pay vertidesk.com a $20.00 handling fee plus shipping costs per package for any server/equipment that Subscriber requests vertidesk.com to ship. Any colocation server or equipment not removed within thirty (30) days after cancellation of this Terms of Services Agreement for any reason will be considered abandoned and forfeited.